FIRST AMENDMENT TO KATHY HILTON LICENSE AGREEMENT
FIRST
AMENDMENT TO
XXXXX
XXXXXX LICENSE AGREEMENT
This
First Amendment
(this
“Amendment”)
to Xxxxx
Xxxxxx License Agreement (the “Agreement”)
dated
October 13, 2006, by and between KRH Licensing Company, LLC, a California
limited liability company (“Licensor”)
and
OmniReliant Corp., a Florida corporation (“Licensee”)
is
made and effective on this 20th
day of
November, 2006.
WITNESSETH:
WHEREAS,
the
Agreement became effective on October 13, 2006, and continues in effect;
and
WHEREAS,
Licensor and Licensee desire to change the date of the payment of the Guaranteed
Minimum Royalty for the first Annual Period from thirty (30) days following
the
Effective Date to January 3, 2007.
NOW,
THEREFORE,
in
consideration of the premises and the mutual covenants and conditions contained
herein, the Licensor and Licensee, each intending to be legally bound, hereby
agree as follows:
1. Incorporation;
Defined Terms.
The
foregoing recitals are true and correct and are hereby incorporated herein
and
made a part hereof. All defined (capitalized) terms used, but not defined,
herein shall have the meaning ascribed to such terms in the
Agreement.
2. Amendment.
The
last
paragraph of Article 8, Section A is hereby amended in its entirety to read
as
follows:
The
Guaranteed Minimum Royalty payable for each Annual Period shall be paid to
Licensor semi-annually in advance on the first day of the month of each half
year starting with the payment of the Guaranteed Minimum Royalty for the
2nd
Annual
Period, such that each half of the Guaranteed Minimum Royalty Payments shall
be
paid on January 1st
and July
1st
of each
Annual Period. Notwithstanding the foregoing, the Guaranteed Minimum Royalty
for
the first Annual Period shall be paid
on
January 3, 2007.
In the
event that such payment is not timely made, Licensor shall have the right to
cancel this Agreement, making it void ab
initio,
upon
5-days written notice to cure.
3. Governing
Law.
This
Amendment shall be governed by the laws of the State of Florida.
4. Effect
of Amendment.
The
terms and conditions of the Agreement shall continue in full force and effect,
except as otherwise expressly amended by this Amendment. This amendment shall
be
without prejudice to any rights and liabilities arising under the Agreement
by
reference to acts, omissions and events occurring prior to such Amendment coming
into effect. To the extent that any provision of the Agreement is inconsistent
with the provisions of this Amendment, the provisions of this Amendment shall
be
controlling.
1
5. Counterparts.
This
Amendment may be executed in one or more counterparts, each of which shall
be an
original and all of which when taken together shall constitute one and the
same
instrument. The parties agree that this Amendment may be executed by facsimile
means, and a facsimile of a party’s signature shall be deemed an
original.
EXECUTED
on the
day and year first written above:
| OMNIRELIANT CORP. | ||
| |
|
|
| By: | /s/ Xxxxx X. Xxxxxxxx | |
|
Xxxxx X. Xxxxxxxx, President |
||
| KRH LICENSING COMPANY, LLC | ||
| |
|
|
| By: | /s/ Xxxxxxx Xxxxxx | |
|
Xxxxxxx Xxxxxx, President |
||
ACKNOWLEDGED
and APPROVED:
/s/
Xxxxx
Xxxxxx
Xxxxx
Xxxxxx
Dated:
November 20, 2006
2
